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Restaurant Brands (QSR) officer receives new RSU and performance share grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Friesner Jacqueline reported acquisition or exercise transactions in this Form 4 filing.

Restaurant Brands International Inc. reported that officer Jacqueline Friesner received several equity awards as part of her compensation. On April 2, 2026, she was granted multiple blocks of restricted share units and performance share units, each representing a contingent right to receive common shares at no cash cost.

The restricted share units vest in equal annual installments, with remaining vesting dates running through December 15, 2029, while performance share units tied to 2024, 2025 and 2026 performance cycles may be earned and vest between March 15, 2027 and March 15, 2029 based on performance conditions. Following these awards, Friesner directly holds 165,726.545 common shares and 9,098 exchangeable units that are convertible into common shares or cash at the partnership’s election.

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Insider Friesner Jacqueline
Role See Remarks
Type Security Shares Price Value
Grant/Award Restricted Share Units 16.687 $0.00 --
Grant/Award Restricted Share Units 30.625 $0.00 --
Grant/Award Performance Share Units 151.81 $0.00 --
Grant/Award Restricted Share Units 29.711 $0.00 --
Grant/Award Performance Share Units 151.452 $0.00 --
Grant/Award Restricted Share Units 44.046 $0.00 --
Grant/Award Performance Share Units 163.513 $0.00 --
holding Exchangeable Units -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Restricted Share Units — 1,944.713 shares (Direct); Performance Share Units — 17,691.713 shares (Direct); Exchangeable Units — 9,098 shares (Direct); Common Shares — 165,726.545 shares (Direct)
Footnotes (1)
  1. Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares of Restaurant Brands International Inc. or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of Restaurant Brands International Inc.'s common shares on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date, at the sole discretion of the general partner of Restaurant Brands International Limited Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date. Each restricted share unit represents a contingent right to receive one common share. Represents dividend equivalent rights that accrued on the underlying award of restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027. The shares reported represent an award of performance based restricted share units ("2024 PBRSUs") granted to the Reporting Person. The 2024 PBRSUs will have a performance period beginning February 23, 2024 and ending February 23, 2027 and to the extent earned will vest on March 15, 2027. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition. Represents dividend equivalent rights that accrued on the underlying award of performance based restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable performance based restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the performance based restricted share units to which they relate. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026, December 15, 2027 and December 15, 2028. The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs will have a performance period beginning February 28, 2025 and ending on February 28, 2028 and to the extent earned will vest on March 15, 2028. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition. These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2026, December 15, 2027, December 15, 2028 and December 15, 2029. The shares reported represent an award of performance based restricted shares units ("2026 PBRSUs") granted to the Reporting Person. The 2026 PBRSUs will have a performance period beginning February 25, 2026 and ending February 25, 2029 and to the extent earned will vest on March 15, 2029. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
Common shares held 165,726.545 shares Direct common share holdings after reported awards
Exchangeable units 9,098.0000 units Exchangeable into Restaurant Brands common shares or cash
RSU grant example 44.0459 units Restricted share units granted on April 2, 2026
PSU grant example 163.5127 units Performance share units with performance period to February 25, 2029
RSUs outstanding example 5,133.0459 units Total restricted share units for one award after transactions
PSUs outstanding example 19,055.5127 units Total performance share units for one award after transactions
Restricted Share Units financial
"Each restricted share unit represents a contingent right to receive one common share."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Performance Share Units financial
"The shares reported represent an award of performance based restricted share units ("2024 PBRSUs")."
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
exchangeable unit financial
"Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares."
dividend equivalent rights financial
"Represents dividend equivalent rights that accrued on the underlying award of restricted share units."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
performance period financial
"The 2024 PBRSUs will have a performance period beginning February 23, 2024 and ending February 23, 2027."
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Friesner Jacqueline

(Last)(First)(Middle)
C/O RESTAURANT BRANDS INTERNATIONAL INC.
5707 WATERFORD DISTRICT DRIVE

(Street)
MIAMI FLORIDA 33126

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Restaurant Brands International Inc. [ QSR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Shares165,726.545D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Exchangeable Units(1)(1) (1) (1)Common Shares9,0989,098D
Restricted Share Units(2)04/02/2026A16.6873(3) (4) (4)Common Shares16.6873$01,944.7126D
Restricted Share Units(2)04/02/2026A30.6254(3) (5) (5)Common Shares30.6254$03,569.0394D
Performance Share Units(6)04/02/2026A151.8101(7)03/15/202703/15/2027Common Shares151.8101$017,691.7133D
Restricted Share Units(2)04/02/2026A29.7106(3) (8) (8)Common Shares29.7106$03,462.4248D
Performance Share Units(9)04/02/2026A151.4521(7)03/15/202803/15/2028Common Shares151.4521$017,649.998D
Restricted Share Units(2)04/02/2026A44.0459(3) (10) (10)Common Shares44.0459$05,133.0459D
Performance Share Units(11)04/02/2026A163.5127(7)03/15/202903/15/2029Common Shares163.5127$019,055.5127D
Explanation of Responses:
1. Each Restaurant Brands International Limited Partnership exchangeable unit is convertible, at the Reporting Person's election, into common shares of Restaurant Brands International Inc. or a cash amount equal to a prescribed cash amount determined by reference to the weighted average trading price of Restaurant Brands International Inc.'s common shares on the New York Stock Exchange for the 20 consecutive trading days ending on the last business day prior to the exchange date, at the sole discretion of the general partner of Restaurant Brands International Limited Partnership (subject to the consent of the Restaurant Brands International Inc. conflicts committee, in certain circumstances). This conversion right has no expiration date.
2. Each restricted share unit represents a contingent right to receive one common share.
3. Represents dividend equivalent rights that accrued on the underlying award of restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted share units to which they relate.
4. These restricted share units vest in equal annual installments. The remaining vesting will occur on December 15, 2026.
5. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026 and December 15, 2027.
6. The shares reported represent an award of performance based restricted share units ("2024 PBRSUs") granted to the Reporting Person. The 2024 PBRSUs will have a performance period beginning February 23, 2024 and ending February 23, 2027 and to the extent earned will vest on March 15, 2027. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
7. Represents dividend equivalent rights that accrued on the underlying award of performance based restricted share units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable performance based restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the performance based restricted share units to which they relate.
8. These restricted share units vest in equal annual installments. The remaining vestings will occur on December 15, 2026, December 15, 2027 and December 15, 2028.
9. The shares reported represent an award of performance based restricted share units ("2025 PBRSUs") granted to the Reporting Person. The 2025 PBRSUs will have a performance period beginning February 28, 2025 and ending on February 28, 2028 and to the extent earned will vest on March 15, 2028. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
10. These restricted share units vest in equal annual installments. The vestings will occur on December 15, 2026, December 15, 2027, December 15, 2028 and December 15, 2029.
11. The shares reported represent an award of performance based restricted shares units ("2026 PBRSUs") granted to the Reporting Person. The 2026 PBRSUs will have a performance period beginning February 25, 2026 and ending February 25, 2029 and to the extent earned will vest on March 15, 2029. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition.
Remarks:
SVP, Controller and Principal Accounting Officer
/s/ David Wallace, as Attorney-in-Fact for Jacqueline Friesner04/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Jacqueline Friesner report in this Form 4 for Restaurant Brands (QSR)?

The Form 4 shows Jacqueline Friesner received several equity awards, including restricted share units and performance share units. These awards give her rights to future Restaurant Brands common shares if time-based vesting and performance conditions are satisfied.

Were there any open-market stock purchases or sales by Jacqueline Friesner of QSR shares?

No open-market purchases or sales are reported. All transactions are coded as awards (A), reflecting grants of restricted share units and performance share units, rather than discretionary buying or selling of Restaurant Brands common shares in the market.

How many Restaurant Brands common shares does Jacqueline Friesner hold after these transactions?

After the reported grants, Jacqueline Friesner directly holds 165,726.545 Restaurant Brands common shares. This figure reflects her direct common share position reported in the Form 4 and provides context for the scale of the new equity awards.

What are the vesting schedules for the restricted share units reported by Friesner at QSR?

The restricted share units vest in equal annual installments, with remaining vesting dates extending through December 15, 2026, 2027, 2028 and 2029. As each installment vests, Friesner becomes entitled to receive one common share for each vested restricted share unit.

How do the performance share units granted to Friesner at Restaurant Brands work?

The performance share units cover 2024, 2025 and 2026 performance cycles. Each award has a defined performance period ending in 2027, 2028 or 2029 and, if performance targets are met, will vest on March 15 of the following year, delivering common shares based on results.

What are Restaurant Brands exchangeable units held by Jacqueline Friesner?

Friesner holds 9,098 exchangeable units of Restaurant Brands International Limited Partnership. Each unit can be converted into a common share of Restaurant Brands International Inc. or an equivalent cash amount, at the partnership’s election, and the conversion right has no expiration date.